From Texas to Luxembourg: Set Up Your Holding Company, LLC, or Alternative Investment Fund

Texas entrepreneurs in Dallas and Houston are increasingly using Luxembourg’s company and fund structures to scale internationally. Damalion facilitates company formation in both the U.S.A. and Luxembourg, governance support, and introductions to selected bank partners for account opening.

Setting up in Luxembourg 
Alternative investment funds(Part) | (Part 1)
Luxembourg
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Table of Contents

Why Texans Choose Luxembourg

Luxembourg is a preferred European gateway for cross-border investment, tax efficiency, and credibility with global investors.

• SOPARFI (Holding Company) — €12k Sàrl / €30k SA share capital; efficient dividend routing, participation exemption, and capital gains relief.
• SCSp (Special Limited Partnership) — No minimum capital; fully contractual, ideal for PE/VC structures with carried interest.
• RAIF (Reserved AIF) — €1.25m within 12 months; quick setup under an AIFM, without direct CSSF pre-approval.
• Securitization Vehicles — No fixed minimum; compartment-based platforms for debt issuance, IP, and receivables.

Damalion facilitates the setup of U.S. and Luxembourg companies, RAIF/SCSp/holding vehicles, and compliance processes while coordinating bank account onboarding.

Dallas Business Snapshot

Dallas is one of the most dynamic U.S. cities for corporate relocations, tech development, and logistics.

• Main districts: Downtown, Uptown, Legacy West (Plano), Las Colinas (Irving).
• Key streets: McKinney Ave, Ross Ave, Elm St, Commerce St, Legacy Dr.
• Trending sectors: Energy, Fintech & payments, semiconductors, telecom/defense tech, logistics, and commercial real estate.

The Texas city’s central location, proximity to DFW airport, and cost-competitive business environment make it a magnet for headquarters and family offices.

Houston Business Snapshot

Houston remains the backbone of Texas industry, combining energy, healthcare, space, and global trade via the Port of Houston.

• Main districts: Downtown, Galleria/Uptown, Energy Corridor, Texas Medical Center, The Woodlands.
• Key streets: Post Oak Blvd, Louisiana St, Smith St, Eldridge Pkwy.
• Trending sectors: Energy transition (hydrogen, CCUS, LNG), life sciences/biotech, aerospace (NASA JSC), logistics, and specialty chemicals.

With over 20 Fortune 500 headquarters and the world’s largest medical complex, Houston combines industrial strength with international connectivity.

How to Set Up an LLC in Texas

Forming an LLC in Texas is straightforward and provides operational flexibility with pass-through taxation. Damalion supports entrepreneurs and investors to:

1. Choose a name and appoint a Registered Agent in Texas.
2. File Certificate of Formation (Form 205) with the Secretary of State (state fee currently $300).
3. Draft an Operating Agreement to clarify member roles and governance.
4. Obtain EIN from IRS for tax purposes and banking.
5. Register for Texas Franchise Tax and sales tax permits if applicable.
6. Open a business bank account and implement accounting systems.

Luxembourg City Snapshot

Luxembourg City is a multilingual, investor-trusted jurisdiction offering flexible corporate and investment fund frameworks. To setup your master feeder funds in Luxembourg (click the link).

• Main districts: Kirchberg (banks and EU institutions), Cloche d’Or (HQs), Ville Haute (courts), Gare (transport hub).
• Key streets: Avenue John F. Kennedy, Boulevard Royal, Route d’Esch, Avenue de la Liberté.
• Trending structures: SOPARFI holdings, SCSp partnerships, RAIF funds, securitization platforms.

Luxembourg provides access to EU investors, treaty relief on dividends, and global recognition. Cross-border groups often place their intellectual property, financing arms, or investment funds here for stability and efficiency.

Use of Luxembourg Investment Funds to Attract International Investors

Adding a Luxembourg parent fund alongside a Texas LLC enhances credibility with institutional investors and enables global fundraising.

• RAIF & SCSp Funds — popular among PE/VC sponsors for speed and flexibility, with EU AIFM oversight.
• SOPARFI Holdings — support structuring of feeder funds, portfolio companies, and treaty access.
• Master–Feeder Funds — Delaware feeder for U.S. taxable investors and Luxembourg feeder for non-U.S. LPs both invest into a Luxembourg RAIF/SCSp master, simplifying administration and aligning tax outcomes.
• Investor Confidence — EU pension funds, sovereign wealth funds, and family offices prefer Luxembourg documentation.
• Exit readiness — fund wrappers support secondaries, co-investment rights, and institutional-grade reporting.

Damalion coordinates every step: U.S. LLC formation, Luxembourg RAIF/SCSp/SOPARFI or securitization structuring, directors, domiciliation, compliance, and bank account opening with selected partners.

FAQs

• Why should Texans use Luxembourg funds? Luxembourg offers globally recognized investment structures, treaty relief, and access to European LPs.
• What are the capital requirements? €12,000 (Sàrl), €30,000 (SA), €1,250,000 within 12 months for RAIF; SCSp has no minimum.
• What is a Master–Feeder structure? U.S. investors subscribe via a Delaware feeder, international LPs commit via a Luxembourg feeder; both feed into a Luxembourg master RAIF/SCSp.
• Do banks allow remote onboarding? Yes, several Luxembourg banks offer remote onboarding; Damalion introduces partners and prepares KYC/AML files.
• How quickly can a RAIF be launched? With AIFM and Depositary aligned, many sponsors complete launches in weeks.

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5 Best Things to Do in Luxembourg

1. Casemates du Bock — explore the historic cliffside tunnels.
2. Pfaffenthal Panoramic Elevator — glass lift with valley views.
3. Museums in Ville Haute (MNHA) — national art & history exhibitions.
4. Kirchberg Financial District — modern architecture and EU institutions.
5. Vianden Castle — day trip to the restored medieval fortress.

5 Best Things to Do in Dallas

1. The Sixth Floor Museum at Dealey Plaza — history and exhibitions.
2. Dallas Arts District — museums, venues, and public art.
3. Klyde Warren Park — green space over the freeway.
4. Uptown / McKinney Avenue — dining and nightlife corridor.
5. Legacy West — shopping and restaurants in Plano.

5 Best Things to Do in Houston

1. Space Center Houston — NASA visitor center & exhibits.
2. Houston Museum District — 19 institutions in one area.
3. Westheimer Road — dining and shopping through Uptown.
4. Buffalo Bayou Park — trails, skyline views, and public art.
5. Houston Livestock Show & Rodeo — concerts, rodeo, and fair.